Click here to read the first part of the story.

Soft, seductive music played as the bed frame groaned under the weight of the naked man Chloe had just pushed onto his back.
"You're so hard for me," she said.
"You're so beautiful," he replied. "And you look so fucking hot in that lingerie."
Phil smiled as he thought of the red lace bodysuit Chloe had greeted him in upon answering her door just thirty minutes prior. She'd welcomed him into her apartment, directed him to the bedroom, and told him to crawl under the bed and to stay completely silent. He'd parted his lips to ask a question and she'd shut them with a harsh look.
Phil had crawled under the bed as instructed and waited. At some point there was another knock on the door. Chloe answered it and welcomed the man that was now in her bed into the apartment. Phil listened from underneath the bed as his neighbor and her lover fooled around in the living room. He heard their moans, a little bit of joyful laughter, and the occasional particularly loud kiss.
His heart pounded as they approached the bedroom. Phil watched the guy's feet disappear as Chloe pushed him into the bed. He studied her toes and the shade of her polish, which perfectly matched her lingerie.
"Should I suck your cock?" Chloe asked.
"Oh, fuck, yes, absolutely," the guy replied.
Phil watched as Chloe sank to her knees by the side of the bed. He saw her pussy clad in the delicate lace of her bodysuit. He heard the guy moan, presumably because Chloe had offered him some sort of pleasure, pleasure that Phil would have done anything to experience.
"Your cock is so beautiful," she said softly.
Her hand moved under the bed. Her fingers beckoned Phil closer. He slowly moved his body towards her, grasping the edge of the bed frame for leverage. He silently kissed her fingers and Chloe let a soft, delicate moan escape her lovely lips before the sound of a blowjob filled the bedroom.
"Holy shit, Chloe," the guy said. "That's fucking incredible."
Chloe sucked cock as her fingers found their way into Phil's hair. She pulled hard enough to deliver the message that she wanted him to move his head out from underneath the bed. He shifted his body and let him pull her right under her crotch. The cock departed her mouth with an audible pop and Chloe briefly looked down at him, smiled, and then pulled the red lace covering her pussy aside.
A moment later she sat on Phil's face, smothering him with her soaking wet pussy. He put his tongue inside her and she moaned for just a moment before enveloping her lover's cock in her mouth and offering a voracious blowjob.
Phil was nervous about his presence being discovered - the guy had no idea another man was in the room - but he was far too excited to do anything other than exactly as Chloe desired. He happily let her ride his face while dining on her sweet juices with his eager tongue.
"Deepthroat me, baby," the guy said.
Phil couldn't see a thing with Chloe's ass covering his face, but he could hear her deepthroating. He heard the gagging and her fighting it off to give pleasure to the man in her bedroom. He heard her dedication to satisfying his desires and he couldn't help but feel jealous of a man that could tell a girl to deepthroat him and have it quickly become reality, as if he was such a good fuck that Chloe would do whatever it took to satisfy him.
Finally, Chloe gasped for air as she slid her hips back. Phil looked up to see his beautiful neighbor with a long string of saliva running from her chin. She looked down at him and let more saliva fall from her lips. It fell right on his face and a moment later her pussy was smothering him once again, as if Phil was little more than a toy to add just a little bit of pleasure to her evening.
Chloe kept moving her hips forward, though, depriving Phil of her pussy and instead sitting her ass over his face. Her cheeks spread and suddenly his lips were pressed against her asshole. He'd never given a rimjob before - he'd never been so close to a woman's asshole in his life - but he didn't hesitate. He stuck his tongue out and he put it to work. He ate his neighbor's beautiful asshole while she sucked cock, filling the bedroom with the sounds of a remarkably sloppy blowjob in the process.
"Chloe, baby, I need to fuck you," the guy said. "Either that or I'm going to cum in your throat."
Once again Chloe gasped for air, and this time she dropped more of her weight onto Phil's face, almost completely smothering him with her ass. He felt the urge to struggle, to try and free himself, but his desire to remain quiet - and do as Chloe desired - far outweighed anything else, and so Phil let Chloe smother him with her perfect ass.
His anguish didn't last long as Chloe stood up and crawled into the bed. Phil stared at her ass and long, lovely legs before they disappeared and then he slid back under the bed as he suspected Chloe wanted him to.
"Fuck, you're soaked," the guy said.
"Like I said when I texted you, I woke up feeling desperate for you today," Chloe replied. "I thought about just playing with my tight little cunt and cumming before I even got out of bed, but then I figured I'd see if you were willing to come over and let me take a ride on this big dick of yours."
The sound of a hard slap on Chloe's ass filled the bedroom and she squealed in delight as the guy said, "You know I'm always willing to let you ride my dick. I can't imagine every passing up the chance to enjoy this tight pussy of yours, Chloe."
The sounds of sex soon resonated throughout the room as Phil imagined Chloe's perfect pussy stretched out around the big cock she'd just sucked with such vigor. He felt a mixture of saliva and her pussy juices drying on his face and he could taste her sweetness on his tongue. An overwhelming sense of lust rampaged through his body, leaving him fully erect and dripping with precum.
Chloe had given strict instructions that Phil was not to masturbate, and while he adhered to those instructions, it proved exceptionally difficult. He slipped his hands under his ass to keep them from roaming towards his cock, for above all else, Phil refused to disappoint Chloe. He wanted to be good for her, to claim whatever reward - if any - she chose to give him at the conclusion of her sexual interlude with the man in her bed.
"You're so fucking deep inside me," Chloe said. "God damn, I love your fucking cock. I love how big you are. I love how deep you reach inside me, baby."
The guy smacked Chloe's ass twice, eliciting a moan of what struck Phil as genuine pleasure. Her pussy sounded astoundingly wet as she rode him vigorously, prompting an intense desire in Phil to crawl out from under the bed and watch, for he desperately wanted to admire the beautiful sight of a long, thick cock filling his neighbor's pussy over and over.
When Chloe climaxed, she unleashed a beautiful symphony of moans that made it perfectly obvious an orgasm had washed over her. The sounds of sex slowed and Phil closed his eyes and imagined her pussy spasming around the cock that was lucky enough to spend time inside her.
Chloe laughed in the way people sometimes do when they're overwhelmed with pleasure. The sound of a deep kiss reached Phil's ears before she said, "I cum so hard every single time you fuck me. I swear, I wish your cock could live in my pussy."
The guy joined her in laughing and Phil heard the sound of their bodies decoupling. The bed frame gently groaned once more as he tried to imagine which position they were moving into.
"Fuck me doggystyle," Chloe said, uttering a trio of words that Phil had never heard from a girl. He'd had doggystyle sex before, but not once had one of his girlfriends offered it up, and certainly not in a voice that indicated genuine desire.
Chloe's lover moved behind her - and did so hastily, as far as Phil could tell from his place underneath the bed - and she moaned, no doubt from the sensation of his cock sliding into her from behind.
"Fuck me hard," she encouraged him. "Fuck me as hard as you can. Fuck me hard and cum in my tight little cunt."
Phil wanted so desperately to masturbate as Chloe once again said something that no girl had ever said to him. She was clearly enamored with the way her lover fucked her and she wanted to give him every bit of pleasure he sought, perhaps to ensure that he would return to her bedroom once more when she desired him.
The sex was vigorous. It was powerful and passionate and it rocked the bed in a manner that had Phil just a little nervous it might collapse on him. It was clear the man in the Chloe's pussy was capable of providing a pounding far more vigorous than Phil could ever muster, which might have been why a girl had never asked him to fuck her doggystyle.
As he contemplated that, Phil saw Chloe's fingers reach under the bed. She beckoned him closer and he once again shimmied out. He looked up and saw her smiling down at him. She'd gotten on her hands and knees at the edge of the bed, presumably so she could look down at him as she was doing in that moment.
"Pound me, baby," Chloe said as she stared into Phil's eyes. "Pound my tight little cunt. Pound it like you own it. Pound it for your pleasure and pump your load deep into my pussy."
The guy fucked her harder and faster as Chloe pursed her lips and let out a long string of her saliva. It slowly fell towards Phil and he opened his mouth to catch most of it. Some landed on his chin and dripped down his neck and he felt an overpowering sense of kinky delight as his beautiful neighbor seemed so enamored with involving him in her sexual escapades.
"I'm close," the guy announced.
Chloe smiled at Phil and said, "Cum inside me, baby! Cum in my pussy! Cum in my tight little cunt!"
He grabbed a handful of her hair and pulled back as he fucked Chloe even harder. Phil felt a mixture of jealousy and lust at watching another man fuck Chloe with the kind of power he could never muster, a kind of power that seemed to turn her on immensely.
"I'm cumming!" he cried out a moment before his grunts and groans filled the bedroom. He released his grip on Chloe's hair and she once again smiled at Phil before gesturing for him to slide under the bed like he was little more than her naughty secret.
Phil moved back under the bed - back to where Chloe deemed him worthy of being - and listened to the post-orgasmic pillow talk between his neighbor and her lover. Mostly they complimented each other, including quite a bit of Chloe telling him how hard he always made her cum when he gave her cunt a good pounding with his big cock.
Eventually, Chloe's lover dressed and departed. She walked him out and Phil watched them - or their legs, really - go as he waited under the bed. Even after the door had shut and the other man had left the apartment Phil remained in place, for he already knew better than to do anything other than what Chloe instructed.
Upon her return to the bedroom, Chloe said nothing. She walked in and stood by the side of the bed for a few moments before getting in. Silence fell over the room for a few minutes until Phil heard Chloe's phone ding, an indicator that she'd received a text. She was clearly content to let him remain on his back under her bed like he was little more than a toy to be pulled out when she felt the desire to use him.
Much to his surprise, Phil was willing to wait in silence. He replayed the events of the evening, including Chloe sitting on his face with her slick pussy and her wondrous ass. He replayed licking her asshole so eagerly as she sucked another man's cock. He replayed the thrill of her spitting on his face and in his mouth. He replayed the way she begged her lover to cum inside her and he hoped that she'd grant him permission to crawl between her legs and claim the pleasure of tasting her freshly-fucked pussy.
"Phil," Chloe said in a soft, almost singsong voice after long enough that Phil's erection died down.
"Yes?" he replied.
"Would you like to come out from under my bed?" she asked.
"I would," he answered.
"You may do so," Chloe said.
Phil pulled himself out from under her bed and got up on his knees. He looked up at Chloe and smiled at her radiant, post-coital beauty. Her face and chest were flushed red from the pleasure of her orgasm and her hair was wonderfully messy. She still wore the red lace bodysuit and her nipples were stiff with desire, poking through the thin material of her lingerie.
"Did you enjoy yourself?" Chloe asked.
Phil nodded.
"What was your favorite part?" she said.
"When you sat on my face while you were sucking his cock," Phil answered.
Chloe smiled softly, set her phone aside, and ran a finger over her breasts, down her stomach, and between her legs. "I enjoyed that part too," she said. "I particularly enjoyed smothering your face with my ass and feeling that talented tongue of yours dancing over my dirty little asshole. Did you enjoy that, Phil? Did you enjoy being my little ass eating boy?"
"Yes," he said. "I loved it. I loved licking your asshole."
Chloe swung her legs towards Phil and moved closer until her pussy rested at the edge of the bed. Phil stared at the wet spot between her thighs. His mouth watered at the idea of tasting what he imagined would be a delicious mixture of cum and pussy juice.
"Last time, I made you eat his cum," Chloe said softly as she ran her fingers over the wet spot. "And if I remember correctly, you thoroughly enjoyed being such a hungry little cum slut for me."
Phil nodded as he thought of Chloe feeding him the load another man had deposited in her pussy.
She leaned forward, reached out, and entwined her fingers in his hair. Her grip slowly tightened until Phil felt a touch of pain, a notion that seemed to put a smile on her face. Chloe's foot slid forward and she teased his balls with her toes, gently building arousal between his legs and luring Phil's cock into an erect state.
Without saying a word, Chloe sat up and pulled him between her legs. She pressed his lips against her pussy and Phil felt the wetness of her lover's cum on his skin. He extended his tongue and licked. He knew she hadn't given him the instruction to do so, but he couldn't help himself.
"Look at you," she said with a smile. "Such an eager little cum slut."
Phil took that as a sign of approval, so he kept his tongue working, soaking up as much cum and pussy juice as he could through the thin layer of lace that separated his tongue from her flesh.
"He was much, much bigger than you," Chloe said as her toes played with Phil's cock. "In more ways than one, really. He was tall and muscular and of course his cock put yours to shame. He was the kind of man that I enjoy having inside me, whereas you're the kind of man that only deserves to be beneath me, because you're inferior, Phil. You're the kind of man that gets off on being made to eat someone else's cum from my pussy. You're the kind of man that gets off on being made to put on a pair of my panties. You're the kind of man that gets off on being turned into a little bitch for my amusement, aren't you?"
"Yes," he admitted as Chloe pulled back on his hair and looked down at him. "I am, Chloe. I didn't think I was, I really didn't, but I am. I know that I am."
Chloe laughed. "You didn't think you were a pathetic excuse for a man, Phil? Really? You thought you were something more? You thought you were the kind of man that could satisfy a woman?"
Phil nodded before Chloe pulled him between her legs once more, rubbing her slippery, lace-clad pussy all over his face in the process.
"You know better now, don't you?" she asked. "How many times have you masturbated into my panties since I gave them to you a week ago, Phil?"
"Every day," he answered. "Every day I jerked off into your panties and I thought about you sitting on my face. Every single day."
"And did you wear them, Phil? Did you cum in my panties and then put them on? Did you wear them like a good little bitch?" she asked.
"Yes, Chloe, I did," Phil replied as arousal and shame coursed through his body.
Chloe pushed Phil's head back and released her grip on his hair. She ran her fingers over her pussy and then deftly unsnapped the bottom of the bodysuit. She slowly pulled the lace apart, revealing a mess of cum. Phil was tempted to lean forward and bury his tongue inside her, but he resisted.
"Do you want to clean my pussy, Phil?" she asked.
"More than anything," he answered.
"Open my nightstand," she instructed. "The top drawer."
Phil reached over and pulled open the top drawer. He saw a small, cylindrical vibrator and a much larger, cock-shaped toy with a suction cup at the bottom among numerous other small items.
"Take out the one that looks like a real man's cock," she instructed. Phil did so and she added, "Compare it to your dick, Phil."
He held the toy next to his cock and felt almost immediately humbled at the size difference. The toy was at least twice his thickness and boasted nearly double his length as well. The head was far bigger, too.
"Suck on it," Chloe said.
"What?" Phil asked.
An annoyed look crossed her face. "Suck on that cock, Phil. Right now."
He panicked at the notion of upsetting Chloe enough that she'd stop playing with him and lifted the toy to his mouth. He wrapped his lips around it and did his best to suck, though it proved difficult given the size of the dildo.
"Get it nice and wet, Phil," Chloe said as she reached down and gently played with her messy pussy. "Remember, you're earning the right to clean my pussy, and to keep being my little plaything. I don't have to keep having fun with you, after all. I'll toss you aside the moment you stop being interesting to me. Do you understand?"
He nodded with the toy still in his mouth.
Chloe leaned closer and said, "Then I need you to really suck that cock, Phil. I need you to put in some effort. I want to see your eyes watering. I want to hear you gagging. I want you to show me that you're serious about giving pleasure to that beautiful cock in your mouth."
Phil surrendered to his neighbor's request. He shoved the cock into the back of his mouth and gagged on it. He spit up and his eyes watered immediately, much to Chloe's delight as a look of pure pleasure crossed her face while she rubbed her clit.
"That's it, cocksucker," she said. "You look good with a dick in your mouth. I think I'll have to remember that, Phil. I'll have to store that in the back of my mind, and maybe someday I'll find a man that wouldn't mind having a little bitch boy like you on his knees doing some dick sucking."
Phil kept on pumping his mouth with the dildo and he kept on gagging. His throat hurt and his eyes burned from the constant watering, but Chloe was masturbating furiously and that was really all that mattered to him.
"Now I want you to sit on that toy, Phil," Chloe said with a devious smile. "Stick it to the floor with that suction cup and sit your whore ass down on it."
Phil pulled the toy from his mouth, looked over his shoulder, and stared at the hardwood floor. He slowly reached back and pressed the bottom of the toy against the dark wood. He released the rubber shaft and it swayed gently before coming to a standstill. It pointed skywards and all he had to do was move his ass back a little and he could sit on it.
"Actually, wait," Chloe said before snapping her bodysuit closed, standing up, and heading into her closet. Phil rested on his knees as his heart pounded and his cock throbbed until she emerged holding a pair of delicate-looking black lace panties. "Put these on," she instructed.
Phil took the panties from his neighbor, stood up, and stepped into them. He wasn't sure how they fit with her desire to have him ride the toy until he felt the cool air on his ass. The panties had a nice big opening in the back that allowed for easy access.
"You look so cute in those panties," Chloe said. "Your little dick is just adorable in them. Now sit down on that toy. Take it up your ass like a good little whore."
"I..."
Chloe shook her head. "No objections, Phil. You do as you're told. Don't worry, though. I'm going to reward you. If you fuck your ass like a good little whore, I'll let you clean his cum out of my pussy. I'll let you lap it out of my tight, messy cunt while you're riding that toy. I'll give you exactly what you want, and if you fuck that toy hard enough, I'll even let you make me cum."
Phil couldn't resist. He dropped to his knees and reached back to grab the toy. He lowered his ass onto it and his body seized up the moment he felt the slippery tip of the rubber cock press against his hole.
"Take it up the ass," Chloe insisted. "Take it for me, Phil. Take it up the ass for me and I'll let you eat my sloppy cunt." She unbuttoned her bodysuit and showed him the absolute mess between her legs, sending a surge of lust through Phil's loins.
He took a deep breath, let it out slowly, and dropped down onto the spit-soaked dildo. Phil felt the pain of his first anal penetration, but there was enough of his spit on the toy to ensure it didn't hurt too badly. He didn't enjoy the sensation of being ass fucked, but he didn't hate it, either, and the allure of being able to clean Chloe's pussy was overwhelming.
"What a good boy," she said with a giddy smile on her face. " Eat my pussy, Phil. Clean his fucking load out of me, but don't you dare stop riding that dick. You will fuck your ass the entire time you eat my pussy or I will cut you off. Do you understand?"
"Yes," Phil said as he leaned forward and pushed his tongue deep into Chloe's cunt. The taste of her lover's cum danced on his tongue and he moaned while sinking his ass down onto the toy. It filled him and the agony of being stretched and fucked made him moan in pain, but he kept on riding it.
"You're going to be so much fun to play with, Phil," Chloe said. "You're so much more willing to degrade yourself than I thought. This is the only the second time we've played and already you're acting like a depraved whore. I can only imagine the kind of fun we're going to have together. I can be quite dirty, you know. I can push you further than you ever thought possible."
Phil was so caught up in his lust that he wanted to go further. He was desperate for it. He wanted Chloe to open up his horizons and push him to places he never imagined possible.
"Maybe I'll find a real cock for your ass, Phil," she said with a lusty edge in her voice. "Maybe I'll find someone to pound that ass of yours while I feed you my pussy. Maybe I'll see if I can turn you into a mindless little fuck toy that does anything and everything I tell him to."
Phil's cock tingled in a way it never had before. The pleasure seemed directly related the toy in his ass and he couldn't help but ride it harder and faster. He bounced wildly and that tingling in his cock spread through the rest of his loins. It filled the rest of his body soon after and he turned into the whore Chloe had described him as. He bounced hard and fast on the dildo and he rubbed his face all over her sloppy cunt while trying his best to get his tongue deep inside her.
Then he came. It hit him like a lightning bolt and he leaned back, took every inch of the toy in his ass, and rolled his head towards the ceiling. His cum filled the lace panties and quickly coated his cock and balls. He was fairly certain he heard Chloe moaning, but Phil was so caught up in his orgasm that he could barely process anything else happening around him.
"Phil?" Chloe asked.
When he opened his eyes he saw an amused look on her face. He wasn't sure how long he'd spent in that place of orgasmic bliss, but it seemed clear that Chloe had managed to cum as well, at least based on the renewed redness of her chest and cheeks.
"Did you enjoy your orgasm?" she asked.
He nodded slowly. "I did," he said. "I...I really did."
Chloe chuckled. "Would you like to play again sometime, Phil?"
"Yes, more than anything," he replied.
"I'll make that happen, then," Chloe said with a smile. "For now, though, I need you to clean that toy. Hot water and soap, please. And be thorough. When you're done you can get dressed and leave, though I'd like you to keep the panties on."
Phil nodded as he lifted his ass from the toy - and experienced a shock of pain while doing so - and then plucked it from the floor and headed for the kitchen. He felt dazed, but in the best way possible, and he absolutely wanted to play with Chloe again. As soon as possible, in fact.